Opening of Proposals - WWTP Solar Guaranteed Energy Savings Contract Proj. No. 124-015 - Ameresco

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Table of Contents AMERESCO, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (In thousands, except per share amounts) The following table sets forth information about the call and put options for our investment funds outstanding as of December 31, 2023 Call Option Put Option Investment Fund Number Formation Date Start Date End Date Purchase Price Start Date End Date Purchase Price 1 June 2018 April 2024 October 2024 (1) October 2024 April 2025 (3) 2 October 2018 June 2024 December 2024 (1) December 2024 June 2025 (3) 3 December 2019 March 2026 September 2026 (2) September 2026 September 2027 (4) (1) Purchase price is equal to the greater of (i) the fair market value of such interests at the time the option is exercised or (ii) 7% of the investors' contributed capital balance at the time the option is exercisable. (2) Purchase price is equal to the greater of (i) the fair market value of such interests at the time the option is exercised or (ii) 5% of the investors' contributed capital balance at the time the option is exercisable. The call options are exercisable beginning on the date that specified conditions are met for each respective fund. These dates are estimate and subject to change based on last funding date. (3) Purchase price is the sum of (i) the fair market value at the time the option is exercised, and (ii) the closing costs incurred by the investor in connection with the exercise of the put option. (4) Purchase price is the lessor of fair market value at the time the option is exercised and the sum of (i) 5% of the investors' contributed capital balance at the time the option is exercisable, and (ii) the fair market value of any unpaid tax law change losses incurred by the investor in connection with the exercise of the put option. The call options are exercisable beginning on the date that specified conditions are met for each respective fund. In December 2022 we finalized our purchase of an investor's membership interest for $839 in cash and reclassified the remaining redeemable non -controlling interest balance to paid -in capital to reflect the additional contribution from us to our wholly -owned subsidiary. Because the put options represent redemption features that are not solely within our control, the non -controlling interests in these funds are presented outside of permanent equity. Redeemable non -controlling interests are reported using the greater of their carrying value (which is impacted by attribution under the HLBV method) or their estimated redemption value at each reporting period. At both December 31, 2023 and 2022, redeemable non -controlling interests were reported in the accompanying consolidated balance sheets at their carrying values, as the carrying value at each reporting period was greater than the estimated redemption value. 13. EQUITY AND EARNINGS PER SHARE Equity Offering On March 9, 2021, we closed on an underwritten public offering of2,500 shares of our Class A common stock at a public offering price of $4.00 per share. Net proceeds from the offering were S104,326, after deducting offering costs of $5,674. On March 15, 2021, we closed on the underwriters' option to purchase375 additional shares of Class A common stock from us, resulting in net proceeds of $15,758 after deducting offering costs of $742. We used $80,000 of the net proceeds to repay in full the outstanding U.S. dollar balance under our senior secured revolving credit facility and used the remaining proceeds for general corporate purposes. In the offering, selling shareholders sold 805 shares of our Class A Common Stock at a public offering price of $14.00 per share, less the underwriting discount. We didnot receive any proceeds from the sale of the shares by the selling stockholders. Common and Preferred Stock The rights of the holders of our Class A common stock and Class B common stock are identical, except with respect to voting and conversion. Each share of our Class A common stock is entitled to one vote per share and is not convertible into any other shares of our capital stock. Each share of our Class B common stock is entitled tdiive votes per share, is convertible at any time into one share of Class A common stock at the option of the holder of such share and will automatically convert int®ne share of Class A common stock upon the occurrence of certain specified events, including a transfer of such shares (other than to such holder's family members, descendants or certain affiliated persons or entities). Our Board of Directors is authorized to fix the rights and terms for any series of preferred stock without additional shareholder approval. 92